EXHIBIT 99.5
SCHEDULE I
Part A
The following documents relating to one Boeing 737-832
aircraft bearing United States registration number N3760C (hereinafter
collectively referred to as the "N3760C Documents") have been provided in this
filing: (a) Participation Agreement (N3760C), dated as of January 30, 2003, by
and among Delta Air Lines, Inc. (the "Company"), U.S. Bank Trust National
Association, as Pass Through Trustee under each of the Pass Through Trust
Agreements (the "Pass Through Trustee"), U.S. Bank Trust National Association,
as Subordination Agent under the Intercreditor Agreement (the "Subordination
Agent"), U.S. Bank Trust National Association, as loan trustee (the "Loan
Trustee"), and U.S. Bank Trust National Association, in its individual capacity
as set forth therein ("US Bank"); and (b) Indenture and Security Agreement
(N3760C), dated as of January 30, 2003, by and between the Company and the Loan
Trustee.
The corresponding documents listed below are substantially
identical in all material respects to the N3760C Documents, with the following
exceptions: (1) conforming changes have been made to reflect the appropriate
United States registration number of each aircraft (i.e., N3761R, N193DN,
N194DN, etc.), the appropriate model of each aircraft (i.e., 737-832, 767-332ER)
and the appropriate manufacturer's serial number of each aircraft; (2) the
description and original principal amount of the equipment notes set forth on
Schedule I to each Participation Agreement differ; (2) the dollar amount set
forth on Exhibit C to each Indenture and Security Agreement differs according to
the model of each aircraft; (3) conforming changes have been made to reflect the
appropriate engines relating to each aircraft (i.e., CFM International, Inc.
CFM56-7B26, United Technologies Corporation PW4060, General Electric Company
CF6-80C2B6F); and (4) the definitions set forth in Annex A to each Participation
Agreement and Indenture and Security Agreement differ.
(1)(a) Participation Agreement (N3761R), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(1)(b) Indenture and Security Agreement (N3761R), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
(2)(a) Participation Agreement (N193DN), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(2)(b) Indenture and Security Agreement (N193DN), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
(3)(a) Participation Agreement (N194DN), dated as of January 30, 2003, by and
among the
Company, the Pass Through Trustee, the Subordination Agent and U.S.
Bank Trust National Association, as loan trustee, and US Bank.
(3)(b) Indenture and Security Agreement (N194DN), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
(4)(a) Participation Agreement (N1611B), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(4)(b) Indenture and Security Agreement (N1611B), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
(5)(a) Participation Agreement (N178DZ), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(5)(b) Indenture and Security Agreement (N178DZ), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
Part B
The following documents relating to one Boeing 767-332ER
aircraft bearing United States registration number N195DN (hereinafter
collectively referred to as the "N195DN Documents") have been provided in this
filing: (a) Participation Agreement (N195DN), dated as of January 30, 2003, by
and among Delta Air Lines, Inc. (the "Company"), U.S. Bank Trust National
Association, as Pass Through Trustee under each of the Pass Through Trust
Agreements (the "Pass Through Trustee"), U.S. Bank Trust National Association,
as Subordination Agent under the Intercreditor Agreement (the "Subordination
Agent"), U.S. Bank Trust National Association, as loan trustee (the "Loan
Trustee"), and U.S. Bank Trust National Association, in its individual capacity
as set forth therein ("US Bank"); and (b) Indenture and Security Agreement
(N195DN), dated as of January 30, 2003, by and between the Company and the Loan
Trustee.
The corresponding documents listed below are substantially
identical in all material respects to the N195DN Documents, with the following
exceptions: (1) conforming changes have been made to reflect the appropriate
United States registration number of each aircraft (i.e., N196DN, N197DN,
N198DN, etc.), the appropriate model of each aircraft (i.e., 737-832, 767-332ER)
and the appropriate manufacturer's serial number of each aircraft; (2) the
description and original principal amount of the equipment notes set forth on
Schedule I to each Participation Agreement differ; (2) the dollar amount set
forth on Exhibit C to each Indenture and Security Agreement differs according to
the model of each aircraft; (3) conforming changes have been made to reflect the
appropriate engines relating to each aircraft (i.e., CFM International, Inc.
CFM56-7B26, United Technologies Corporation PW4060, General Electric Company
CF6-80C2B6F); and (4) the definitions set forth in Annex A to each Participation
Agreement and Indenture and Security Agreement differ.
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(1)(a) Participation Agreement (N196DN), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(1)(b) Indenture and Security Agreement (N196DN), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
(2)(a) Participation Agreement (N197DN), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(2)(b) Indenture and Security Agreement (N197DN), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
(3)(a) Participation Agreement (N198DN), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(3)(b) Indenture and Security Agreement (N198DN), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
(4)(a) Participation Agreement (N1612T), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(4)(b) Indenture and Security Agreement (N1612T), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
(5)(a) Participation Agreement (N1613B), dated as of January 30, 2003, by and
among the Company, the Pass Through Trustee, the Subordination Agent
and U.S. Bank Trust National Association, as loan trustee, and US Bank.
(5)(b) Indenture and Security Agreement (N1613B), dated as of January 30,
2003, by and between the Company and the Loan Trustee.
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